First Amendment to Storage Services Agreement - Anacortes II, dated January 1, 2018

EX-10.1 3 andx20181q10-qex101.htm FIRST AMENDMENT TO STORAGE SERVICES AGREEMENT - ANACORTES II Exhibit
Exhibit 10.1


FIRST AMENDMENT TO STORAGE SERVICES AGREEMENT – ANACORTES II

This First Amendment to Storage Services Agreement – Anacortes II (this “Amendment”) is dated January 1, 2018, but effective as of November 8, 2017, by and between Tesoro Logistics Operations LLC, a Delaware limited liability company (“TLO”), and for purposes of Section 24(a) only, Tesoro Logistics GP, LLC, a Delaware limited liability company (the “General Partner”), and Andeavor Logistics LP, a Delaware limited partnership (the “Partnership”), on the one hand, and Tesoro Refining & Marketing Company LLC, a Delaware limited liability company (“Customer”), on the other hand.


RECITALS    

WHEREAS, the Parties entered into that certain Storage Services Agreement – Anacortes II, dated effective as of the Commencement Date (the “Original Agreement”) pursuant to which TLO provides storage, handling, blending and other services with respect to crude oil, refinery feedstocks and refined products owned by Customer and stored at Storage Facility II, on the terms and conditions set forth therein; and
WHEREAS, the Parties desire to replace Schedule A and Schedule B of the Original Agreement with Schedule A-1 and Schedule B-1 attached hereto, respectively.
NOW, THEREFORE, in consideration of the covenants and obligations contained herein, the Parties to this Amendment hereby agree as follows:
1.     The Parties hereby agree to delete Schedule A and Schedule B attached to the Original Agreement and replace them in their entirety with Schedule A-1 and Schedule B-1, respectively, attached hereto and incorporated herein by reference.
2.     The Parties hereby confirm and ratify all of the terms and conditions of the Original Agreement, as amended herein, as of the date of execution hereof. All terms not defined herein shall have the meanings set forth in the Original Agreement.


[Signature Page Follows]


1



IN WITNESS WHEREOF, the Parties hereto have duly executed this Agreement as of the Commencement Date.

TESORO LOGISTICS OPERATIONS LLC


By:  /s/ STEVEN M. STERIN         
Steven M. Sterin
President and Chief Financial Officer




ANDEAVOR LOGISTICS LP
By: TESORO LOGISTICS GP, LLC,
         its general partner


By:  /s/ STEVEN M. STERIN         
Steven M. Sterin
President and Chief Financial Officer

TESORO LOGISTICS GP, LLC

By:  /s/ STEVEN M. STERIN         
Steven M. Sterin
President and Chief Financial Officer










TESORO REFINING & MARKETING COMPANY
LLC


By: /s/ GREGORY J. GOFF            
Gregory J. Goff
President












Schedule A-1
First Amendment to Storage Services Agreement – Anacortes II


SCHEDULE A-1
Storage Facility
Sixty-six (66) in service crude and black-oil, petroleum product, and chemicals storage tanks with a total deemed shell capacity of approximately 3.9 million Barrels, thirty-five (35) OOS or incidental tanks, a gasoline blending unit, a transfer pump house, and pipelines and other appurtenances that allow the transport of crude oil and petroleum products to and from the nearby dock and to and from other facilities located at the Refinery. “OOS” designates tanks that are currently out of service. No Shell Capacity will be charged hereunder for OOS or incidental tanks, unless an OOS tank is returned to service. For purposes of this Agreement, the Shell Capacity of each Tank shall be deemed to be the volume stated on Schedule B-1, regardless of actual capacity of a Tank that might be obtained by on site measurement or other engineering standards.


Schedule A-1
First Amendment to Storage Services Agreement – Anacortes II


SCHEDULE B-1
TANKS
TANK NUMBER
SHELL CAPACITY (in Barrels)
1
139,800
2
139,800
3
139,800
4
140,200
5
139,800
6
136,800
7
136,800
8
76,300
9
77,300
10
51,600
11
76,200
12
74,200
13
60,900
14
73,300
15
51,600
16
51,600
17
51,600
18
51,600
19
11,490
20
22,200
21
27,800
22
27,800
23
28,900
24
65,600
25
28,700
26
77,600
27
24,400
28
27,800
29
74,300
30
27,800
31
27,800
32
74,100
33
28,300
34
OOS
35
77,300
36
77,300
37
10,900
38
10,900

    


TANK NUMBER
SHELL CAPACITY (in Barrels)
45
281
46
OOS
47
OOS
48
OOS
53
952
54
952
55
OOS
56
424
60
140,300
62
OOS
88
OOS
89
OOS
90
OOS
91
27,900
92
141,600
95
OOS
98
OOS
99
OOS
109
488
110
OOS
113
27,900
114
115,900
115
488
134
87,800
138
281
142
142,500
147
OOS
148
137,300
156
NA
157
NA
158
NA
159
OOS
160
1,924
171
124,700
180
NA
202
182,800
203
182,800
221
NA
222
NA
223
NA
224
NA

    


TANK NUMBER
SHELL CAPACITY (in Barrels)
225
NA
226
NA
227
NA
228
NA
229
NA
230
29,900
231
101,300
232
OOS
247
15,600
248
16,400
249
OOS
241 A
NA
241 B
NA
255
NA
280
NA
801
896
802
896
803
896
804
896
866
713
867
713
877
NA